Orrick has advised JD.com, Inc. (JD) on its HK$899 million (US$115 million) strategic investment in China Logistics Property Holdings Co., Ltd. (CNLP), representing approximately 9.90% of the enlarged share capital of CNLP following the investment. In connection with this investment, JD has the right to nominate one non-executive director to be appointed to the board of directors of CNLP.

Orrick’s client JD is a leading technology-driven e-commerce company and retail infrastructure service provider in China, and is listed on the NASDAQ (stock code: JD). JD is a member of the NASDAQ100 and a Fortune Global 500 company, and is one of CNLP’s largest clients. CNLP is a leading provider of premium logistics facilities in China, and is listed on the Hong Kong Stock Exchange (stock code: 1589.HK). As of December 31, 2017, CNLP operated a portfolio of 130 logistics facilities with an aggregate area of 3.1 million square meters, located in 27 logistics parks in 14 provinces or municipalities across China.

The Orrick team advising on this transaction was led by Shanghai-based corporate partner Jie (Jeffrey) Sun and Hong Kong-based M&A and private equity partner Mark Lehmkuhler.

This investment is the latest in a series of important corporation transactions that Orrick has advised JD on since 2014, including the recent US$2.5 billion financing for its logistics subsidiary JD Logistics earlier in 2018, JD’s US$397 million investment in London-based luxury online retailer Farfetch in 2017, and JD’s US$1.5 billion strategic alliance with Walmart and the merger of JD’s O2O business JD Daojia with Dada Nexus, each in 2016.

Practice:

Jie (Jeffrey) Sun, a partner in Orrick’s Shanghai and Beijing offices, is a member of the Corporate Business Unit. Mr. Sun represents Chinese and international clients from multiple industries, including technology, renewable energy, life sciences, financial services and consumer/retail, in a broad range of M&A, capital markets and corporate matters.

He has extensive experience representing both Chinese enterprises in fund raising and investing abroad and foreign investors investing in China.

Mr. Sun regularly represents issuers and underwriters in the U.S. and Hong Kong public securities offerings, including initial public offerings and Rule 144A/Regulation S offerings for PRC-based companies.

In addition, he is experienced in handling complex cross-border mergers and acquisitions, foreign direct investment, strategic alliances, joint ventures and regulatory compliance matters for numerous foreign investors and Chinese companies. He also counsels global private equity funds on their investment activity throughout Greater China and across Asia.

Mark Lehmkuhler, a partner in Orrick’s Hong Kong office, is a member of the firm’s M&A and Private Equity Group.

Mark has practiced in Asia for nearly 20 years, focusing on M&A and private equity transactions, including private equity portfolio investments and exits, leveraged buyouts, tender offers, privatizations, joint ventures and strategic alliances, as well as private equity fund formation.

Mark is deeply experienced in the technology, energy and infrastructure sectors, having advised a number of leading multinational corporations, international financial institutions, private equity firms and other institutional investors on some of the largest, most complex and groundbreaking cross-border transactions in Greater China, Japan and Southeast Asia over the past two decades.

He also has significant experience in high-yield and hybrid debt financings and restructurings, as well as initial public offerings, private placements and other capital markets transactions.

Mark has been consistently recognized as a leading individual in the M&A and Private Equity field by prestigious legal publications such as Chambers Asia and IFLR1000.

Prior to joining Orrick, Mark was a partner at Davis Polk & Wardwell in Hong Kong.

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